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Flat Glass Group Co., Ltd. — Share Issue/Capital Change 2021
Jul 21, 2021
51063_rns_2021-07-21_85d63eea-55c9-4436-8e21-266c4682c779.pdf
Share Issue/Capital Change
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
福萊特玻璃集團股份有限公司 Flat Glass Group Co., Ltd.
(a joint stock company incorporated in the People’s Republic of China with limited liability)
(Stock code: 6865)
ANNOUNCEMENT ON CHANGES IN REGISTERED CAPITAL AND AMENDMENTS TO THE ARTICLES OF ASSOCIATION
Reference is made to the announcement of Flat Glass Group Co., Ltd. (the “ Company ”) in relation to the reserved grant of the restricted shares to participants under the restricted A share incentive scheme for 2020 dated 25 May 2021.
The procedures for registration and custody at China Securities Depository and Clearing Corporation Limited Shanghai Branch of the additional restricted A Shares of the Company issued under the reserved grant of the restricted A share incentive scheme were completed on 20 July 2021.
In light of the change of share capital of the Company as a result of the reserved grant of the restricted shares to participants under the restricted A share incentive scheme as explained above, the board of directors of the Company (the “ Board ”) resolved to change the registered capital of the Company from RMB536,548,313.50 to RMB536,723,313.50, and the total number of issued shares from 2,146,193,254 to 2,146,893,254. The Board also amended the relevant provisions in the articles of association of the Company (the “ Articles of Association ”) to reflect such change in the Company’s registered share capital and total number of issued shares.
The specific amendments to the Articles of Association are as follows:
Before amendment After amendment Article 16 The total number of shares of the Article 16 The total number of shares of the Company was 2,146,193,254 shares. The capital Company was 2,146,893,254 shares. The capital structure of the Company comprises of 2,146,193,254 structure of the Company comprises of 2,146,893,254 ordinary shares, including 1, 696, 193, 254 domestic ordinary shares, including 1,696,893,254 domestic shares (A shares), accounting for 79. 03% of the shares (A shares), accounting for 79. 04% of the total number of issued shares of the Company and total number of issued shares of the Company and 450,000,000 overseas-listed foreign shares (H 450,000,000 overseas-listed foreign shares (H shares), accounting for 20.97% of the total number shares), accounting for 20.96% of the total number of issued shares of the Company. of issued shares of the Company.
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| Before amendment | After amendment |
|---|---|
| Article 20 The Company’s registered capital willbe RMB536,548,313.50. The change in registeredcapital of the Company shall be registered atthe competent Administration for Industry andCommerce. | Article 20 The Company’s registered capital willbe RMB536,723,313.50. The change in registeredcapital of the Company shall be registered atthe competent Administration for Industry andCommerce. |
Save for the above-mentioned amendments, the other provisions of the Articles of Association will remain unchanged.
Pursuant to the resolutions passed at the 2019 annual general meeting, 2020 first A shares class meeting and 2020 first H shares class meeting, the Board was authorized to amend the provisions in the Articles of Association on the registered capital and number of issued shares of the Company as a result of the grant of restricted shares under the restricted A share incentive scheme, and the Board and its delegates were authorized to handle the changes of the relevant industrial and commercial registration in relation thereto.
Therefore, it is not required to submit to the shareholders’ general meeting of the Company for consideration the changes in registered capital and amendments to the Articles of Association as a result of the reserved grant of restricted shares under the restricted A share incentive scheme, and the Board has been authorized at the relevant shareholders’ general meeting to handle matters on industrial and commercial registration changes.
By order of the Board Flat Glass Group Co., Ltd. Ruan Hongliang Chairman
Jiaxing, Zhejiang Province, the People’s Republic of China 21 July 2021
As at the date of this announcement, the executive directors of the Company are Mr. Ruan Hongliang, Ms. Jiang Jinhua, Mr. Wei Yezhong and Mr. Shen Qifu, and the independent non-executive directors of the Company are Ms. Xu Pan, Ms. Hua Fulan and Ms. Ng Yau Kuen Carmen.
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